Emperor Marcus Aurelius (Harris) decides to name victorious general Maximus (Crowe) his heir over the ruler's own son, the decadent Commodus (Phoenix). But Commodus manages to take over the Empire anyway. Maximus is betrayed, his family killed, and he is sold as a slave, eventually learning the ways of a gladiator. Then he returns to Rome to fight before the new Emperor and get his revenge. Last role for Reed (playing owner/trainer Proximo), who died during production. Unlike the cheesy Italian muscle epics of the early sixties this is swords, sandals, and killer beasts for a new generation, with a compelling hero in Crowe.